What changed in this filing

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Item 1. Financial Statements

2021-11-22 compared with 2021-08-18 · 235 added, 254 removed, 243 unchanged (67% of the section changed)

1 unchanged sentence

consolidated financial statements included in this Form 10-Q are as follows:

Balance Sheets as of June 30, 2021 (unaudited) and December 31, 2020;

Statements of Operations for the for the three and six months ended June 30, 2021 and 2020 (unaudited);

Statement of Stockholders’ Equity (Deficit) for the period ended June 30, 2021 (unaudited);

Statements of Cash Flows for the six months ended June 30, 2021 and 2020 (unaudited);

to Consolidated Financial Statements.

Consolidated Balance Sheets as of September 30, 2021 (unaudited) and December 31, 2020;

Consolidated Statements of Operations for the for the three and nine months ended September 30, 2021 and 2020 (unaudited);

Statement of Stockholders’ Equity (Deficit) for the nine months ended September 30, 2021 and 2020 (unaudited);

Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 (unaudited);

Notes to Consolidated Financial Statements.

consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States

2 unchanged sentences

necessary for a fair presentation have been included.

Operating results for the interim period ended June 30, 2021 are not necessarily

Operating results for the interim period ended September 30, 2021 are not necessarily

indicative of the results that can be expected for the full year.

2 unchanged sentences

BALANCE SHEETS

September 30,2021

December 31, 2020

Current assets

cash equivalents

Advances to Suppliers

Cash and cash equivalents

Prepaid expenses and other current assets

Total current assets

Fixed assets, net

in equity method investee

Investment in equity method investee

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current liabilities

Accounts payable and

accrued liabilities

Accounts payable and accrued liabilities

Due to related parties

Convertible notes payable,

net of discount

Convertible notes payable, net of discount

Derivative liability

Settlement liability

liabilities of discontinued operations

current liabilities

Stockholders’

Preferred stock, 10,000,000

shares authorized, $ 0.0001

par value, 2,000,000

shares issued.

Series B - Preferred

stock, 66,667

shares authorized, $ 0.0001

Series C - Preferred

stock, 2,000,000

shares authorized, $ 0.0001

par value, 2,000,000

issued and outstanding

Series D Preferred stock

shares authorized, $ 0.0001

issued and outstanding

Current liabilities of discontinued operations

Total current liabilities

Total liabilities

Stockholders’ deficit

Preferred stock, 10,000,000 shares authorized, $ 0.0001 par value, 2,000,000 shares issued.

Series B - Preferred stock, 66,667 shares authorized, $ 0.0001 par value, 0 issued.

Series C - Preferred stock, 2,000,000 shares authorized, $ 0.0001 par value, 2,000,000 issued and outstanding

Series D Preferred stock 40,000 shares authorized, $ 0.0001 par value 40,000 and 0 issued and outstanding, respectively

Preferred stock, value

Common stock;

shares authorized;

200,000,000 shares

44,987,466 and 24,789,981

shares issued and outstanding as of June 30, 2021 December

31, 2020 , respectively.

shares issued and outstanding as of September 30, 2021 December 31, 2020, respectively.

Additional paid-in capital

( 27,540,986 )

( 21,100,995 )

Stockholders’ deficit

( 5,130,622 )

TOTAL LIABILITIES

AND STOCKHOLDER’S EQUITY

Accumulated deficit

Total Stockholders’ deficit

TOTAL LIABILITIES AND STOCKHOLDER’S EQUITY

accompanying notes are an integral part of these unaudited consolidated financial statements

BLENDS , INC.

TEXTMUNICATION HOLDINGS, INC.)

STATEMENTS OF OPERATIONS

The Three Months Ended

The Nine Months Ended

September 30 2021

September 30 2020

September 30 2021

September 30 2020

COST OF REVENUES

Operating expenses

and administrative expenses

and Professional fees

of inhouse software

cash management fees

operating expenses

from operations

General and administrative expenses

Legal and Professional fees

Officer Compensation

Salaries and Related

Sales Commission

Impairment of inhouse software

Non cash management fees

Total operating expenses

Loss from operations

( 2,942,167 )

( 1,445,463 )

Other Income (expense)

on change of derivative liability

of debt discount

of debt issuance costs

(loss) on settlement of derivative liabilities

on settlement of notes payable

other expense

(loss) from investment in equity method investee

NET INCOME (LOSS) from

continuing operations

INCOME (LOSS) from discontinued operations

INCOME (LOSS)

Interest expense

Gain on change of derivative liability

( 3,168,598 )

Amortization of debt discount

Amortization of debt issuance costs

Gain (loss) on settlement of derivative liabilities

Legal settlement

Gain on settlement of notes payable

Total other expense

( 3,398,548 )

Income (loss) from investment in equity method investee

NET INCOME (LOSS) from continuing operations

( 6,340,715 )

( 2,158,088 )

NET INCOME (LOSS) from discontinued operations

NET INCOME (LOSS)

( 6,340,715 )

( 2,142,310 )

Basic weighted average common shares outstanding

5 unchanged sentences

STATEMENTS OF STOCKHOLDERS’ DEFICIT

THE SIX MONTHS ENDED JUNE 30, 2021 AND 2020

Stock Series A

Stockholders’

December 31, 2020

$ ( 21,100,995 )

THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

Paid-in Capital

Preferred Stock Series A

Preferred stock - Series C

Total Stockholders’

Balance, December 31, 2020

( 21,100,995 )

Common stock issuance

Preferred stock issuance

Non-Cash Compensation

Issuance of common stock

Non cash compensation

Conversion of notes payable

Non cash compensation, shares

Conversion of notes payable

loss for the quarter

Conversion of notes payable, shares

Cancellation of shares held by Textmunication

Cancellation of shares held by Textmunication, shares

Shares issues for legal settlement

Shares issues for legal settlement, shares

Cancellation of preferred stock

Cancellation of preferred stock, shares

Net Loss for the quarter

( 1,058,462 )

March 30, 2021

Balance, March 30, 2021

$ ( 21,100,995 )

$ ( 332,300 )

loss for the quarter

Net Loss for the quarter

( 6,439,991 )

1 unchanged sentence

Issuance of common stock

June 30, 2021

Balances June 30, 2021

$ ( 27,540,986 )

$ ( 5,130,621 )

As of June 30, 2020

Net Loss for the quarter

Non cash compensation

Balances September 30, 2021

$ ( 27,441,711 )

$ ( 4,702,641 )

Stock Series A

stock - Series C

Stockholders’

Balance December 31, 2019

2 unchanged sentences

Net Loss for the quarter

stock issuance

March 31, 2020

Common stock issuance

Balance March 31, 2020

$ ( 19,768,549 )

5 unchanged sentences

Conversion of notes payable

June 30, 2020

Common stock issue

Balance June 30, 2020

( 20,950,632 )

( 1,677,928 )

Net Loss for the quarter

Common stock Issuance for Cash

Conversion of notes payable

Cancellation of shares held by Textmunication

( 4,755,029 )

Non cash compensation

Shares issues for legal settlement

Cancellation of preferred stock

Balance September 30, 2020

( 21,302,031 )

( 1,756,821 )

accompanying notes are an integral part of these unaudited consolidated financial statements

2 unchanged sentences

STATEMENTS OF CASH FLOWS

THE SIX MONTHS ENDED JUNE 30, 2021 AND 2020

THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

Cash Flows from Operating Activities

Net Income (loss)

$ ( 6,340,715 )

Net loss from discontinued

$ ( 2,142,310 )

Net loss from discontinued operations

Adjustments to reconcile

2 unchanged sentences

Non cash interest expense

Legal Settlement

Share professional fees

Share based compensation

Gain (Loss) on the settlement

Gain on settlement of

derivative liabilities

Changes in assets and

Gain (Loss) on the settlement of debt

Gain on settlement of derivative liabilities

Changes in assets and liabilities

Prepaid expenses and other current assets

Advances to suppliers

Accounts payable and

accrued expenses

Accounts payable and accrued expenses

Due to Related party

cash used by operating activities

Net cash used by operating activities

( 2,415,066 )

cash provided by discontinued operations

Net cash used in operations

( 1,401,301 )

Net cash provided by (used in) operating activities of discontinued operations

Net Cash Provided By

Used In Operating Activities

( 2,415,066 )

( 1,301,663 )

Cash Flows from investing activities

Purchase of fixed assets

cash used by investing activities

Net cash used by investing activities

Cash Flows from Financing Activities

Proceeds from subscription

Proceeds from convertible

Proceeds from notes

Payments on preferred

stocks buy back

on convertible notes payable

cash provided by financing activities

Proceeds from convertible notes (net)

Proceeds from notes payables

Payments on preferred stocks buy back

Payments on convertible notes payable

Net cash provided by financing activities

Net cash provided by financing activities of discontinued operations

Net Cash Provided By

Used In Financing Activities

Net increase in cash

5 unchanged sentences

Non-Cash investing and financing transactions

Conversion of debt for

Conversion of debt for common stock

accompanying notes are an integral part of these unaudited consolidated financial statements

2 unchanged sentences

TO THE CONSOLIDATED FINANCIAL STATEMENTS

THE QUARTER ENDED June 30, 2021

SEPTEMBER 30, 2021

1 – ORGANIZATION AND BUSINESS OPERATIONS

25 unchanged sentences

The Company will retain its cannabis operations based in Calabasas, California.

consideration for the sale of Textmunication consists of the cancellation by the Asefi Group of 4,822,029

shares of common stock (the “Shares”)

of the Company.

The Shares have a market value of $ 337,542 ,

based on our last sales price of $ 0.07

per share as of May 26, 2020.

Upon the cancellation

of the Shares, the Company agreed to execute a general release in favor of Mr.

consideration for the sale of Textmunication consists of the cancellation by the Asefi Group of 4,822,029 shares of common stock (the

“Shares”) of the Company.

The Shares have a market value of $ 337,542 , based on our last sales price of $ 0.07 per share as

of May 26, 2020.

Upon the cancellation of the Shares, the Company agreed to execute a general release in favor of Mr.

on May 22, 2020, the Company entered into a Separation and Release Agreement (the “Separation Agreement”) with Wais Asefi.

1 unchanged sentence

Asefi agreed to separate from all officer positions and as a director of the Company and to

further accept the payment of $ 200,000

from the Company’s future fundraising as

consideration of all debts outstanding under Mr.

further accept the payment of $ 200,000 from the Company’s future fundraising as consideration of all debts outstanding under Mr.

Asefi’s employment agreement with the Company.

Asefi further agreed to cancel

his 4,000,000

shares of Series A Preferred Stock and to transfer

his 2,000,000

shares of Series C Preferred Stock to Geoffrey

Selzer, the Company’s current CEO and Director.

Asefi further agreed to cancel his 4,000,000 shares of Series A Preferred Stock

and to transfer his 2,000,000 shares of Series C Preferred Stock to Geoffrey Selzer, the Company’s current CEO and Director.

Asefi further released the Company of all claims.

on May 22, 2020, Mr.

Selzer signed a Voting Agreement and agreed to vote his newly acquired 2,000,000

shares of Series C Preferred Stock in favor of

the sale of Textmunication to the Asefi Group.

Selzer signed a Voting Agreement and agreed to vote his newly acquired 2,000,000 shares of Series C Preferred Stock

in favor of the sale of Textmunication to the Asefi Group.

May 22, 2020, Resonate Blends, Inc.

(the “Company”) entered into a Stock Purchase Agreement (the “SPA”) with

Wais Asefi, Nick Miniello, Juleon Asefi, and Curt Byers (collectively, the “Asefi Group”) to sell to the Asefi Group its

subsidiary, Textmunication, Inc., a California corporation (“Textmunication”).

Textmunication operates the Company’s

SMS business activities.

July 20, 2020, the parties closed on the transactions contained in the SPA.

The Asefi Group cancelled 4,822,029

shares of common stock (the “Shares”)

of the Company.

The Shares have a market value of $ 332,842 ,

based on our last sales price of $ 0.07

per share as of May 26, 2020.

The Company also

executed a general release in favor of Mr.

The Asefi Group cancelled 4,822,029 shares of common stock

(the “Shares”) of the Company.

The Shares have a market value of $ 332,842 , based on our last sales price of $ 0.07 per share

as of May 26, 2020.

The Company also executed a general release in favor of Mr.

of Presentation

11 unchanged sentences

concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.

As of June 30, 2021, the Company has an accumulated deficit of $ 27,540,986 .

The company’s ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements

and its ability to achieve and maintain profitable operations.

While the Company is expanding its best efforts to achieve the above plans,

there is no assurance that any such activity will generate funds that will be available for operations.

These conditions raise substantial

doubt about the Company’s ability to continue as a going concern for a period of one year from the issuance of these financial

These consolidated financial statements do not include any adjustments that might arise from this uncertainty.

As of September 30, 2021, the Company has an accumulated deficit of $ 27,441,709 .

The company’s ability to continue as a going concern

is contingent upon the successful completion of additional financing arrangements and its ability to achieve and maintain profitable

While the Company is expanding its best efforts to achieve the above plans, there is no assurance that any such activity

will generate funds that will be available for operations.

These conditions raise substantial doubt about the Company’s ability

to continue as a going concern for a period of one year from the issuance of these financial statements.

These consolidated financial

statements do not include any adjustments that might arise from this uncertainty.

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2 unchanged sentences

The balance at times may exceed federally insured limits.

As of June 30, 2021, the company balances exceeded the federally insured limit

by approximately $ 1,250,000 deposited

under one institution.

Management is making certain arrangements to mitigate this risk during the next quarter.

Company did not have any revenues from continuing operations for the periods presented.

As of September 30, 2021, the company balances exceeded the federally insured

limit by approximately $ 140,534 deposited under one institution.

Management is making certain arrangements to mitigate this risk during

the next quarter.

Company did have any revenues from continuing operations for the periods presented.

The Company’s policy is that revenues will

16 unchanged sentences

by little or no market activity).

assets and liabilities measured at fair value on a recurring basis are summarized below for the quarter ended June 30, 2021 and year

ended December 31, 2020.

OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS

As of June 30, 2021

assets and liabilities measured at fair value on a recurring basis are summarized below for the quarter ended September 30, 2021 and

year ended December 31, 2020.

SUMMARY OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS

As of September 30, 2021

Derivative Liabilities

As of December 31, 2020

Derivative Liabilities

income (loss) per Common Share

7 unchanged sentences

of the assets, which range from three to seven years .

Expenditures for renewals or betterments

are capitalized, and repairs and maintenance are charged to expense as incurred the cost and accumulated depreciation of assets sold

or otherwise disposed of are removed from the accounts, and any gain or loss thereon is reflected in operations.

Company policy capitalize

property and equipment for cost over $ 1,000 ,

asset acquired under $ 1,000

are charge to operations.

Expenditures for renewals or betterments are capitalized, and repairs and maintenance

are charged to expense as incurred the cost and accumulated depreciation of assets sold or otherwise disposed of are removed from the

accounts, and any gain or loss thereon is reflected in operations.

Company policy capitalize property and equipment for cost over $ 1,000 ,

asset acquired under $ 1,000 are charge to operations.

taxes are computed using the asset and liability method.

28 unchanged sentences

Asefi agreed to separate from all officer positions and as a director of the Company and to further

accept the payment of $ 200,000

from the Company’s future fundraising as

consideration of all debts outstanding under Mr.

Asefi’s employment agreement with the Company.

Asefi further agreed to cancel

his 4,000,000

shares of Series A Preferred Stock and to transfer

his 2,000,000

shares of Series C Preferred Stock to Geoffrey

Selzer, the Company’s current CEO and Director.

Asefi further released the Company of all claims.

May 22, 2020, the 4,000,000

shares of Series A Preferred Stock were returned

to the Company’s transfer agent and cancelled and on May 22, 2020 the 2,000,000

shares of Series C Preferred Stock were transferred

The parties to the Separation Agreement agreed to a payment schedule of $ 200,000

based on future monies raised by the Company

- and not on a specific date – as follows:

when the initial $ 250,000

is raised by the Company;

when a total of $ 500,000

is raised by the Company;

when a total of $ 750,000

is raised by the Company;

when a total of $ 1,750,000

is raised by the Company;

when a total of $ 2,750,000

is raised by the Company;

when a total of $ 3,750,000

is raised by the Company;

when a total of $ 4,750,000

is raised by the Company;

when a total of $ 5,750,000

is raised by the Company.

accept the payment of $ 200,000 from the Company’s future fundraising as consideration of all debts outstanding under Mr.

employment agreement with the Company.

Asefi further agreed to cancel his 4,000,000 shares of Series A Preferred Stock and to transfer

his 2,000,000 shares of Series C Preferred Stock to Geoffrey Selzer, the Company’s current CEO and Director.

Asefi further

released the Company of all claims.

May 22, 2020, the 4,000,000 shares of Series A Preferred Stock were returned to the Company’s transfer agent and cancelled and

on May 22, 2020 the 2,000,000 shares of Series C Preferred Stock were transferred to Mr.

The parties to the Separation Agreement

agreed to a payment schedule of $ 200,000 based on future monies raised by the Company - and not on a specific date – as follows:

when the initial $ 250,000 is raised by the Company;

when a total of $ 500,000 is raised by the Company;

when a total of $ 750,000 is raised by the Company;

when a total of $ 1,750,000 is raised by the Company;

when a total of $ 2,750,000 is raised by the Company;

when a total of $ 3,750,000 is raised by the Company;

when a total of $ 4,750,000 is raised by the Company;

when a total of $ 5,750,000 is raised by the Company.

May 13, 2021, we amended the Separation Agreement to state the parties desire to reduce the total amount payable to Wais Asefi from $ 200,000

4 unchanged sentences

on June 27, 2021 for $ 40,000 .

The final payment due on August 11, 2021 is for $ 25,000 .

The final payment due on August 11, 2021 will settle this agreement in full.

The final payment was made on August 11, 2021 for $ 25,000 .

The final payment on August 11, 2021 settled this agreement in full.

Further under the amendment, Mr.

1 unchanged sentence

Inc., our prior subsidiary, as the recipient of the funds due under the Separation Agreement.

outstanding balances as of June 30, 2021 and December 31, 2020 are $ 25,000

and $ 187,500

respectively.

outstanding balances as of September 30, 2021 and December 31, 2020 are $ 0 and $ 187,500 respectively.

4 - CONVERTIBLE NOTE PAYABLE

notes payable consists of the following as of June 30, 2021 and December 31, 2020:

OF CONVERTIBLE NOTES PAYABLE

notes payable consists of the following as of September 30, 2021 and December 31, 2020:

SCHEDULE OF CONVERTIBLE NOTES PAYABLE

September 30, 2021

December 31, 2020

Convertible notes face value

Debt issuance

Debt issuance cost

Net convertible notes

of Derivative Liability Loss:

convertible notes as of June 30, 2021 are 8 %

Unsecured Convertible Promissory Notes from various accredited investors issued from January 1, 2021 to June 30, 2021.

notes have an automatic conversion into equity on the maturity date, which is January

convertible notes as of September 30, 2021 are 8 % Unsecured Convertible Promissory Notes from various accredited investors issued from

January 1, 2021 to September 30, 2021.

All notes have an automatic conversion into equity on the maturity date, which is January 2, 2022 ,

or if a Qualified Financing (QF) of $ 5,000,000 is achieved, whichever occurs first.

maturity date pricing is the lesser of $.10 or 75% of the VWAP with a 20-day lookback.

A QF converts into equity at the lesser of $1.00

or 75% of the average selling price of the aggregate offering.

The derivative liability loss of $ 4,281,046 is based on the stock conversion

occurring at the floor of $ .10 , but the conversion terms could be at a higher price if a QF event takes place.

three months ended June interest accrued for the convertible notes payable at $ 12,263 ,

respectively.

GAAP, convertible

debt is considered a “hybrid” financial instrument consisting of interest-bearing debt, referred to as the “host”,

and certain embedded features requiring evaluation for bifurcation and separate accounting from the host instrument.

ASC 815-15-25-1

provides the following guidance for determining whether an embedded feature should be accounted for separately as a derivative:

An embedded derivative shall be separated from

the host contract and accounted for as a derivative instrument pursuant to Subtopic 815-10 if and only if all of the following criteria

economic characteristics and risks of the embedded derivative are not clearly and closely

related to the economic characteristics and risks of the host contract.

hybrid instrument is not remeasured at fair value under otherwise applicable generally accepted

accounting principles (GAAP) with changes in fair value reported in earnings as they occur.

separate instrument with the same terms as the embedded derivative would, pursuant to Section

815-10-15, be a derivative instrument subject to the requirements of this Subtopic.

If an issuer concludes that any of the embedded

features should be bifurcated and accounted for as derivatives, the issuer should determine the fair value of these features upon issuance

and record them on the balance sheet as a derivative liability with a corresponding amount recorded as debt discount.

This discount should

be amortized to interest expense using the effective interest method.

Any changes in fair value of the derivative liability subsequent

to issuance should be recognized in the income statement in the period in which the change occurs.

The maturity date pricing is the lesser of $.10 or

75% of the VWAP with a 20-day lookback.

A QF converts into equity at the lesser of $1.00 or 75% of the average selling price of the aggregate

three months ended September interest accrued for the convertible notes payable at $ 12,263 , $ 12,671 and $ 12,263 respectively.

Company accounts for the fair value of the conversion features of its convertible debt in accordance with ASC Topic No.

8 unchanged sentences

5 – COMMITMENTS AND CONTINGENCIES

October 16, 2019, the Company signed a lease agreement

that expires on thirty days’ notice.

expense was approximately $ 675 and

the quarter ended June 30, 2021 and 2020, respectively.

October 16, 2019, the Company signed a lease agreement that expires on thirty days’ notice .

Rent expense was approximately $ 405

and $ 310 for the quarter ended September 30, 2021 and 2020, respectively.

Employment Agreement

2 unchanged sentences

(CEO) of the Company with an annual salary of $ 180,000 ;

(ii) Pamela Kerwin as Chief Operating Officer (COO) of the Company with an annual salary of $ 120,000 :

(ii) Pamela Kerwin as Chief Operating Officer (COO) of the Company with an annual

salary of $ 120,000 :

and David Thielen as Chief Investment Officer (CIO) with an annual salary of $ 120,000 .

All are eligible for salary increases upon milestone achievements and other benefits.

Employment Agreement for the CEO has a term of 2 years and can’t be terminated without cause.

Severance of six (6) weeks is available

for termination of the COO and CIO without cause before one-year of service and eight (8) weeks after one-year of service.

May 22, 2020, the Company entered into a Separation and Release Agreement (the “Separation Agreement”) with Wais Asefi.

to the Separation Agreement, Mr.

Asefi agreed to separate from all officer positions and as a director of the Company and to further

accept the payment of $ 200,000 from the Company’s future fundraising as consideration of all debts outstanding under Mr.

employment agreement with the Company.

May 13, 2021, we amended the Separation Agreement to state the parties desire to reduce the total amount payable to Wais Asefi from $ 200,000

USD to $ 142,500 USD.

In addition to the earlier payments made to Mr.

Asefi, a payment of $ 40,000 was made on May 14, 2021 and another

$ 40,000 was made on June 27, 2021.

The final payment was made on August 11, 2021, for $ 25,000 to settle this agreement in full.

under the amendment, Mr.

Asefi nominated Textmunication, Inc., our prior subsidiary, as the recipient of the funds due under the Separation

All are eligible for salary

increases upon milestone achievements and other benefits.

The Employment Agreement for the CEO has a term of 2 years and can’t

be terminated without cause.

Severance of six (6) weeks is available for termination of the COO and CIO without cause before one-year

of service and eight (8) weeks after one-year of service .

6 – STOCKHOLDERS’ EQUITY

the second quarter of 2021 the company issued a total of 2,868,025 shares of common stock to vendors for compensation and services

The fair market value of the shares issues accounted as expenses as follows:

the third quarter of 2021 the company issued a total of 716,554 shares of common stock to vendors for compensation and services rendered.

The fair market value of the shares issued accounted as expenses as follows:

SCHEDULE OF COMPENSATION AND SERVICES RENDERED

Professional Fees

Convertible promissory

Convertible promissory notes

7 – DISCONTINUED OPERATIONS

8 unchanged sentences

The following summarizes the results of operations for Textmunication, Inc.

for the six months ended June 30, 2020

OF DISCONTINUED OPERATIONS

for the three months ended June 30, 2020

SCHEDULE OF DISCONTINUED OPERATIONS

Cost of Revenues

Operating expenses

Loss from operations

of discontinued operations

Loss from operations of discontinued operations

8 – SUBSEQUENT EVENTS

Blends was granted a Type S:

Shared Facility - Adult and Medicinal Cannabis Manufacturing License on July 23, 2021.

The license allows

Resonate Blends to manufacture cannabis products at the licensed facility of The Galley, QVI, Inc.

in Santa Rosa, California.

previously disclosed, on September 9, 2021, Resonate Blends, Inc.

(the “Company”) entered into binding letter of intent (the

“Agreement”) with L & G USA Inc., a Delaware corporation and L & G Canada Inc., an Ontario corporation (together

“Seller”), and the stockholders of Seller (the “Stockholders”), pursuant to which the Company planned to acquire

substantially all of the assets from Seller associated with the Lemon & Grass business and the Koan business (the “Acquisition”).

October 27, 2021, the Company terminated the Agreement.

The Company is still in discussions with Seller, and the Company may or may not

go through with a transaction with Seller, but if the Company does, the terms will change from the previous Agreement.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements